8-K
Kimbell Royalty Partners, LP (KRP)
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported):August 5, 2021
KimbellRoyalty Partners, LP
(Exact name of registrant as specified in itscharter)
| Delaware | 1-38005 | 47-5505475 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission<br><br> <br>File Number) | (I.R.S. Employer<br><br> <br>Identification No.) |
| 777 Taylor Street, Suite 810<br><br> <br>Fort Worth, Texas | 76102 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, includingarea code:
(817
) 945-9700
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to 12(b) of the Act:
| Title of each class: | Trading symbol(s): | Name of each exchange on which registered: |
|---|---|---|
| Common Units Representing Limited Partnership Interests | KRP | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x
| Item 2.02. | Results of Operations and Financial Condition. |
|---|
On August 5, 2021, Kimbell Royalty Partners, LP (the “Partnership”) issued a news release announcing its second quarter 2021 financial and operating results. A copy of the news release is attached hereto, furnished as Exhibit 99.1 and incorporated in this Item 2.02 by reference.
| Item 7.01. | Regulation FD Disclosure. |
|---|
Also on August 5, 2021, the Partnership posted an updated investor presentation on its website. The presentation, titled “Fall 2021 Investor Presentation,” may be found at http://www.kimbellrp.com under the “Events and Presentations” section under the “Investor Relations” tab on the Partnership’s website. Investors should note that the Partnership announces financial information in filings with the Securities and Exchange Commission, press releases and public conference calls as well as on its website. The Partnership may use the “Investor Relations” and other sections of its website to communicate with investors and it is possible that the financial and other information posted there could be deemed to be material information.
The information contained in Item 2.02, Item 7.01 and the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits
| Number | Description |
|---|---|
| 99.1 | News release issued by Kimbell Royalty Partners, LP dated August 5, 2021. |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| KIMBELL ROYALTY PARTNERS, LP | |
|---|---|
| By: | Kimbell Royalty GP, LLC, |
| its general partner | |
| By: | /s/ Matthew S. Daly |
| Matthew S. Daly | |
| Chief Operating Officer |
Date: August 5, 2021
Exhibit 99.1
NEWS RELEASE
Kimbell RoyaltyPartners Announces Second Quarter 2021 Results
Record Net Incomeand Consolidated Adjusted EBITDA
Expected ContinuedFavorable Tax Treatment of Future Earnings and Distributions to Common Unitholders
Redeemed 55%of Outstanding Series A Cumulative Convertible Preferred Units in July,Further Simplifying Capital Structure and Reducing Cost of Capital
FORTWORTH, Texas, August 5, 2021 – Kimbell Royalty Partners, LP (NYSE: KRP) (“Kimbell” or the “Company”), a leading owner of oil and natural gas mineral and royalty interests in more than 97,000 gross wells across 28 states, today announced financial and operating results for the quarter ended June 30, 2021.
SecondQuarter 2021 Highlights
| · | Q2<br> 2021 run-rate daily production of 14,011 barrels of oil equivalent (“Boe”) per<br> day (6:1), up 2% from Q1 2021 |
|---|---|
| · | Q2<br> 2021 oil, natural gas and NGL revenues of $38.8 million, an increase of 7% from Q1 2021,<br> reflecting improved sequential production and realized commodity prices |
| --- | --- |
| · | Q2<br> 2021 net income of approximately $3.7 million and net income attributable to common units<br> of approximately $1.5 million; compared to a Q1 2021 net income of $0.5 million and net loss<br> attributable to common units of $0.7 million |
| --- | --- |
| · | Record<br> Q2 2021 consolidated Adjusted EBITDA of $28.1 million, an increase of 8% from Q1 2021 |
| --- | --- |
| · | Updated<br> guidance relating to favorable tax treatment of earnings and distributions |
| --- | --- |
| · | Kimbell<br> does not expect to pay a material amount of federal corporate income taxes from 2021 through<br> 2027 (less than 5% of Kimbell’s estimated pre-tax distributable cash flow for such<br> years) |
| --- | --- |
| · | Substantially<br> all distributions paid to common unitholders from 2021 to 2025 are expected to be free of<br> dividend income taxes and instead considered a return of capital |
| --- | --- |
| · | Completed<br> the redemption of 55% of Kimbell’s outstanding Series A Cumulative Convertible<br> Preferred Units (the “Preferred Units”) for an aggregate redemption price of<br> $36.1 million on July 7, 2021 |
| --- | --- |
| · | Kimbell<br> expects to redeem the remaining Preferred Units in early 2022, further simplifying its capital<br> structure and reducing its cost of capital |
| --- | --- |
| · | As<br> of June 30, 2021, Kimbell’s major properties had 799 gross (1.95 net) drilled<br> but uncompleted wells (“DUCs”) and 703 gross (2.67 net) permitted locations on<br> its acreage |
| --- | --- |
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| · | As<br> of June 30, 2021, Kimbell had 50 rigs actively drilling on its acreage, which represented<br> 10.9%^1^market<br> share of all rigs drilling in the continental United States as of such time |
|---|---|
| · | Announced<br> a Q2 2021 cash distribution of $0.31 per common unit, an increase of 15% from Q1 2021, reflecting<br> a payout ratio of 75% of cash available for distribution; implies an 11.2% annualized yield<br> based on the August 4, 2021 closing price of $11.09 per common unit; Kimbell intends<br> to utilize the remaining 25% of its cash available for distribution to repay a portion of<br> the outstanding borrowings under Kimbell’s revolving credit facility |
| --- | --- |
| · | Kimbell<br> affirms its financial and operational guidance ranges for 2021 previously disclosed in its<br> Q4 2020 earnings release |
| --- | --- |
Robert Ravnaas, Chairman and Chief Executive Officer of Kimbell’s general partner, commented, “Momentum across all areas of our business continued to improve from Q1 21 to Q2 21 in terms of both improved pricing and activity, which drove positive operating leverage and consolidated adjusted EBITDA to a new record. Our cash available for distribution was robust during the quarter, resulting in a 15% increase in our quarterly distribution to common unitholders.
“Operators in the U.S. continue to practice discipline with their drilling activity even in the face of significantly higher commodity prices. To put this in perspective, oil prices are now well above pre-COVID levels, but the U.S. land rig count is 39% below year-end 2019 levels. Furthermore, natural gas prices are trading at multi-year highs driven primarily by increased power demand in the U.S. and surging exports of LNG to Europe and Asia. Given that a significant portion of our daily production is natural gas, we expect this improved pricing will benefit our cash available for distribution in Q3 2021 and into the winter months based on the current strip pricing.
“Last quarter, we rolled-out the results of our deep dive into our inventory by our technical team, which resulted in over 10,160 gross/68.14 net upside major locations and 19 years of drilling inventory holding production flat at 4.5 net wells per year. This quarter, we are providing updated guidance regarding the expected favorable tax treatment of future earnings and distributions to common unitholders. We now expect that Kimbell will pay no material amount of federal income taxes from 2021 through 2027 and substantially all distributions paid to common unitholders from 2021 to 2025 will be free of dividend income taxes and instead be considered a return of capital. We are unaware of any oil and gas company that has given this level of detail with their tax guidance and believe it provides a highly compelling competitive advantage in terms of generating superior after-tax returns to our unitholders.
Ravnaas concluded, “We are seeing signs of increased activity on our acreage as evidenced by a recent inflow of lease bonuses in Q2 21 and the moderate increase in the Baker Hughes U.S. rig count in late July. We believe the energy sector is finally enjoying the early stages of some tailwinds after years of challenges and are very excited about the future of Kimbell and its prospects for delivering unitholder value for years to come.”
| ^1^ | Based<br> on Kimbell rig count of 50 and Baker Hughes U.S. land rig count of 459 as of July 2, 2021. |
|---|
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Second Quarter2021 Distribution and Debt Repayment
On July 23, 2021, the Board of Directors of Kimbell Royalty GP, LLC, Kimbell’s general partner (the “Board of Directors”), approved a cash distribution payment to common unitholders of 75% of cash available for distribution for the second quarter of 2021, or $0.31 per common unit. The distribution will be payable on August 9, 2021 to common unitholders of record at the close of business on August 2, 2021. Kimbell plans to utilize the remaining 25% of cash available for distribution for the second quarter of 2021 to pay down a portion of the outstanding borrowings under its secured revolving credit facility. Since May 2020 (excluding the expected upcoming pay down from the remaining 25% of Q2 2021 projected cash available for distribution), Kimbell has paid down approximately $30.6 million of outstanding borrowings under its secured revolving credit facility by allocating a portion of its cash available for distribution for debt pay down.
Kimbell expects that substantially all of its second quarter 2021 distribution will not constitute taxable dividend income and instead will generally result in a non-taxable reduction to the tax basis of unitholders’ common units. The reduced tax basis will increase unitholders’ capital gain (or decrease unitholders’ capital loss) when unitholders sell their common units.
Financial Highlights
Kimbell’s second quarter 2021 average realized price per Bbl of oil was $63.62, per Mcf of natural gas was $2.68, per Bbl of NGLs was $25.79 and per Boe combined was $29.50.
During the second quarter of 2021, the Company’s total revenues were $25.7 million, net income was approximately $3.7 million and net income attributable to common units was approximately $1.5 million, or $0.04 per common unit.
Total second quarter 2021 consolidated Adjusted EBITDA was $28.1 million (consolidated Adjusted EBITDA is a non-GAAP financial measure. Please see a reconciliationto the nearest GAAP financial measures at the end of this news release).
In the second quarter of 2021, G&A expense was $6.7 million, $3.9 million of which was Cash G&A expense, or $3.09 per Boe (Cash G&A and Cash G&A per Boe are non-GAAP financial measures. Please see definitionunder Non-GAAP Financial Measures at the end of this news release). Unit-based compensation in the second quarter of 2021, which is a non-cash G&A expense, was $2.7 million or $2.15 per Boe.
In spite of further stabilization in the oil and natural gas markets and improved differentials and commodity prices, Kimbell believes that the ongoing COVID-19 outbreak and potential supply/demand imbalances in the oil and natural gas markets could have an adverse effect on Kimbell’s business, production, cash flows, financial condition and results of operations during 2021.
As of June 30, 2021, Kimbell had approximately $162.9 million in debt outstanding under its secured revolving credit facility, had net debt to second quarter 2021 trailing twelve month consolidated Adjusted EBITDA of approximately 1.7x and was in compliance with all financial covenants under its secured revolving credit facility. Kimbell had approximately $102.1 million in undrawn capacity under its secured revolving credit facility as of June 30, 2021.
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As of June 30, 2021 and August 5, 2021, Kimbell had outstanding 42,916,472 common units and 17,611,579 Class B units.
Production
Second quarter 2021 average daily production was 14,393 Boe per day (6:1), which consisted of 382 Boe per day related to prior period production recognized in Q2 2021 and 14,011 Boe per day of run-rate production. The 14,011 Boe per day of run-rate production was composed of approximately 61% from natural gas (6:1) and approximately 39% from liquids (26% from oil and 13% from NGLs). The prior period production recognized in Q2 2021 was primarily due to new wells outperforming estimates.
OperationalUpdate
As of June 30, 2021, Kimbell’s major properties had 799 gross (1.95 net) DUCs and 703 gross (2.67 net) permitted locations on its acreage. In addition, as of June 30, 2021, Kimbell had 50 rigs actively drilling on its acreage, which represents an approximate 10.9% market share of all land rigs drilling in the continental United States as of such time.
| Basin | Gross DUCs as of June 30, 2021^(1)^ | Gross Permits as of June 30, 2021^(1)^ | Net DUCs as of June 30, 2021^(1)^ | Net Permits as of June 30, 2021^(1)^ | ||||
|---|---|---|---|---|---|---|---|---|
| Permian | 302 | 292 | 0.64 | 0.77 | ||||
| Eagle Ford | 71 | 73 | 0.33 | 0.59 | ||||
| Haynesville | 73 | 39 | 0.27 | 0.15 | ||||
| Mid-Continent | 120 | 61 | 0.30 | 0.06 | ||||
| Bakken | 162 | 156 | 0.27 | 0.68 | ||||
| Appalachia | 22 | 39 | 0.09 | 0.13 | ||||
| Rockies | 49 | 43 | 0.05 | 0.29 | ||||
| Total | 799 | 703 | 1.95 | 2.67 |
^(1)^ These figures pertain only to Kimbell's major properties and do not include possible additional DUCs and permits from Kimbell's minor properties, which generally have a net revenue interest of 0.1% or below and are time consuming to quantify but, in the estimation of Kimbell's management could add an additional 20% to Kimbell's net inventory.
UpdatedGuidance Relating to Favorable Tax Treatment of Earnings and Distributions
Kimbell expects that the company will pay no material amount of federal corporate income taxes from 2021 through 2027 (less than 5% of Kimbell’s estimated pre-tax distributable cash flow for such years). In addition, Kimbell expects that substantially all distributions paid to common unitholders from 2021 to 2025 will not be taxable dividend income. Distributions in excess of the amount taxable as dividend income will reduce an investor's tax basis in its common units or produce capital gain to the extent such distributions exceed an investor’s tax basis, and the reduced tax basis will increase an investor’s capital gain or reduce an investor’s capital loss when it sells its common units.
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Redemption of55% of Outstanding Series A Cumulative Convertible Preferred Units
On July 7, 2021, Kimbell completed the redemption of 55% of Kimbell’s outstanding Series A Cumulative Convertible Preferred Units for an aggregate redemption price of $36.1 million. The redemption was funded through a borrowing from Kimbell’s secured revolving credit facility. Kimbell expects to redeem the remaining Preferred Units in early 2022, further simplifying its capital structure and reducing its cost of capital.
Hedging Update
The following provides information concerning Kimbell’s hedge book as of June 30, 2021:
| Fixed<br> Price Swaps as of June 30, 2021 | ||||||
|---|---|---|---|---|---|---|
| Weighted<br> Average | ||||||
| Volumes | Fixed<br> Price | |||||
| Oil | Nat<br> Gas | Oil | Nat<br> Gas | |||
| BBL | MMBTU | /BBL | /MMBTU | |||
| 3Q<br> 2021 | 134,964 | 1,735,672 | ||||
| 4Q 2021 | 134,964 | 1,735,672 | ||||
| 1Q 2022 | 132,030 | 1,697,940 | ||||
| 2Q 2022 | 119,938 | 1,516,697 | ||||
| 3Q 2022 | 139,196 | 1,759,316 | ||||
| 4Q 2022 | 109,388 | 1,383,496 | ||||
| 1Q 2023 | 91,854 | 1,204,308 | ||||
| 2Q 2023 | 70,889 | 998,179 |
All values are in US Dollars.
Conference Call
Kimbell Royalty Partners will host a conference call and webcast today at 11:00 a.m. Eastern Time (10:00 a.m. Central Time) to discuss second quarter 2021 results. To access the call live by phone, dial 201-389-0869 and ask for the Kimbell Royalty Partners call at least 10 minutes prior to the start time. A telephonic replay will be available through August 12, 2021 by dialing 201-612-7415 and using the conference ID 13720589#. A webcast of the call will also be available live and for later replay on Kimbell’s website at http://kimbellrp.investorroom.com under the Events and Presentations tab.
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Presentation
On August 5, 2021, Kimbell posted an updated investor presentation on its website. The presentation may be found at http://kimbellrp.investorroom.com under the Events and Presentations tab. Information on Kimbell’s website does not constitute a portion of this news release.
About Kimbell Royalty Partners, LP
Kimbell (NYSE: KRP) is a leading oil and gas mineral and royalty company based in Fort Worth, Texas. Kimbell owns mineral and royalty interests in over 13 million gross acres in 28 states and in every major onshore basin in the continental United States, including ownership in more than 97,000 gross wells with over 41,000 wells in the Permian Basin. To learn more, visit http://www.kimbellrp.com.
Forward-Looking Statements
This news releaseincludes forward-looking statements, in particular statements relating to Kimbell’s financial, operating and production resultsand prospects for growth, drilling inventory, growth potential, identified locations and all other estimates and predictions resultingfrom Kimbell’s portfolio review, the tax treatment of Kimbell's distributions, changes in Kimbell’s capital structure, futurenatural gas and other commodity prices, changes to supply and demand for oil, natural gas and NGLs and the recent ongoing COVID-19 outbreakand its impacts on Kimbell and on the oil and gas industry. These and other forward-looking statements involve risks and uncertainties,including risks that the anticipated benefits of acquisitions are not realized, risks relating to the COVID-19 outbreak, and uncertaintiesrelating to Kimbell’s business, prospects for growth and acquisitions and the securities markets generally, as well as risks inherentin oil and natural gas drilling and production activities, including risks with respect to low or declining prices for oil and naturalgas that could result in downward revisions to the value of proved reserves or otherwise cause operators to delay or suspend planneddrilling and completion operations or reduce production levels, which would adversely impact cash flow, risks related to the impact ofCOVID-19 on the global economy and Kimbell’s business, risks relating to the impairment of oil and natural gas properties, risksrelating to the availability of capital to fund drilling operations that can be adversely affected by adverse drilling results, productiondeclines and declines in oil and natural gas prices, risks relating to Kimbell’s ability to meet financial covenants under itscredit agreement or its ability to obtain amendments or waivers to effect such compliance, risks relating to Kimbell’s hedgingactivities, risks of fire, explosion, blowouts, pipe failure, casing collapse, unusual or unexpected formation pressures, environmentalhazards, and other operating and production risks, which may temporarily or permanently reduce production or cause initial productionor test results to not be indicative of future well performance or delay the timing of sales or completion of drilling operations, risksrelating to delays in receipt of drilling permits, risks relating to unexpected adverse developments in the status of properties, risksrelating to borrowing base redeterminations by Kimbell’s lenders, risks relating to the absence or delay in receipt of governmentapprovals or third-party consents, risks relating to acquisitions, dispositions and drop downs of assets, risks relating to Kimbell'sability to realize the anticipated benefits from and to integrate acquired assets, including the Springbok assets, risks relating totax matters, and other risks described in Kimbell's Annual Report on Form 10-K and other filings with the Securities and ExchangeCommission (the “SEC”), available at the SEC's website at www.sec.gov. You are cautioned not to place undue reliance on theseforward-looking statements, which speak only as of the date of this news release. Except as required by law, Kimbell undertakes no obligationand does not intend to update these forward-looking statements to reflect events or circumstances occurring after this news release.When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in Kimbell'sfilings with the SEC.
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Contact:
Rick Black
Dennard Lascar Investor Relations
krp@dennardlascar.com
(713) 529-6600
– Financial statements follow –
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Kimbell RoyaltyPartners, LP
Condensed ConsolidatedBalance Sheet
(Unaudited, inthousands)
| June<br> 30, | |||
|---|---|---|---|
| 2021 | |||
| Assets: | |||
| Current<br> assets | |||
| Cash<br> and cash equivalents | $ | 12,961 | |
| Oil,<br> natural gas and NGL receivables | 23,718 | ||
| Accounts<br> receivable and other current assets | 1,550 | ||
| Total<br> current assets | 38,229 | ||
| Property<br> and equipment, net | 2,092 | ||
| Investment<br> in affiliate (equity method) | 4,918 | ||
| Oil<br> and natural gas properties | |||
| Oil<br> and natural gas properties (full cost method) | 1,149,611 | ||
| Less:<br> accumulated depreciation, depletion and impairment | (643,784 | ) | |
| Total<br> oil and natural gas properties, net | 505,827 | ||
| Right-of-use<br> assets, net | 2,997 | ||
| Derivative<br> assets | 725 | ||
| Loan<br> origination costs, net | 4,544 | ||
| Total<br> assets | $ | 559,332 | |
| Liabilities,<br> mezzanine equity and unitholders' equity: | |||
| Current<br> liabilities | |||
| Accounts<br> payable | $ | 1,028 | |
| Other<br> current liabilities | 4,900 | ||
| Derivative<br> liabilities | 22,822 | ||
| Total<br> current liabilities | 28,750 | ||
| Operating<br> lease liabilities, excluding current portion | 2,715 | ||
| Derivative<br> liabilities | 7,902 | ||
| Long-term<br> debt | 162,934 | ||
| Total<br> liabilities | 202,301 | ||
| Commitments<br> and contingencies | |||
| Mezzanine<br> equity: | |||
| Series<br> A preferred units | 43,897 | ||
| Unitholders'<br> equity: | |||
| Common<br> units | 285,029 | ||
| Class<br> B units | 881 | ||
| Total<br> unitholders' equity | 285,910 | ||
| Noncontrolling<br> interest | 27,224 | ||
| Total<br> equity | 313,134 | ||
| Total<br> liabilities, mezzanine equity and unitholders' equity | $ | 559,332 |
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KimbellRoyalty Partners, LP
CondensedConsolidated Statements of Operations
(Unaudited,in thousands, except per-unit data and unit counts)
| Three<br> Months Ended | Three<br> Months Ended | |||||
|---|---|---|---|---|---|---|
| June<br> 30, 2021 | June<br> 30, 2020 | |||||
| Revenue | ||||||
| Oil,<br> natural gas and NGL revenues | $ | 38,838 | $ | 16,775 | ||
| Lease<br> bonus and other income | 1,104 | 69 | ||||
| Loss<br> on commodity derivative instruments, net | (14,217 | ) | (4,041 | ) | ||
| Total<br> revenues | 25,725 | 12,803 | ||||
| Costs<br> and expenses | ||||||
| Production<br> and ad valorem taxes | 2,564 | 1,455 | ||||
| Depreciation<br> and depletion expense | 8,337 | 12,026 | ||||
| Impairment<br> of oil and natural gas properties | — | 65,536 | ||||
| Marketing<br> and other deductions | 2,551 | 2,049 | ||||
| General<br> and administrative expenses | 6,685 | 6,865 | ||||
| Total<br> costs and expenses | 20,137 | 87,931 | ||||
| Operating<br> income (loss) | 5,588 | (75,128 | ) | |||
| Other<br> income (expense) | ||||||
| Equity<br> income in affiliate | 274 | 4 | ||||
| Interest<br> expense | (2,102 | ) | (1,666 | ) | ||
| Other<br> expense | (49 | ) | — | |||
| Net<br> income (loss) before income taxes | 3,711 | (76,790 | ) | |||
| Provision<br> for income taxes | — | — | ||||
| Net<br> income (loss) | 3,711 | (76,790 | ) | |||
| Distribution<br> and accretion on Series A preferred units | (1,578 | ) | (1,578 | ) | ||
| Net<br> (income) loss attributable to noncontrolling interests | (621 | ) | 30,362 | |||
| Distributions<br> on Class B units | (21 | ) | (23 | ) | ||
| Net<br> income (loss) attributable to common units | $ | 1,491 | $ | (48,029 | ) | |
| Basic | $ | 0.04 | $ | (1.39 | ) | |
| Diluted | $ | 0.04 | $ | (1.39 | ) | |
| Weighted<br> average number of common units outstanding | ||||||
| Basic | 39,312,388 | 34,650,317 | ||||
| Diluted | 41,124,489 | 34,650,317 |
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KimbellRoyalty Partners, LPSupplemental Schedules
NON-GAAPFINANCIAL MEASURES
Adjusted EBITDA and Cash G&A are used as a supplemental non-GAAP financial measures by management and external users of Kimbell’s financial statements, such as industry analysts, investors, lenders and rating agencies. Kimbell believes Adjusted EBITDA is useful because it allows us to more effectively evaluate Kimbell’s operating performance and compare the results of Kimbell’s operations period to period without regard to its financing methods or capital structure. In addition, management uses Adjusted EBITDA to evaluate cash flow available to pay distributions to Kimbell’s unitholders. Kimbell defines Adjusted EBITDA as net income (loss) before interest expense, non-cash unit-based compensation, unrealized gains and losses on derivative instruments, cash distributions from affiliate, equity income from affiliates, impairment of oil and natural gas properties, income taxes and depreciation and depletion expense, and adjusted for distributions from equity investments. Adjusted EBITDA is not a measure of net income (loss) or net cash provided by operating activities as determined by GAAP. Kimbell excludes the items listed above from net income (loss) in arriving at Adjusted EBITDA because these amounts can vary substantially from company to company within Kimbell’s industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company's financial performance, such as a company's cost of capital and tax structure, as well as historic costs of depreciable assets, none of which are components of Adjusted EBITDA. Adjusted EBITDA should not be considered an alternative to net income, oil, natural gas and natural gas liquids revenues, net cash provided by operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. Kimbell’s computations of Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. Kimbell expects that cash available for distribution for each quarter will generally equal its Adjusted EBITDA for the quarter, less cash needed for debt service and other contractual obligations, tax obligations, and fixed charges and reserves for future operating or capital needs that the Board of Directors may determine is appropriate.
Kimbell believes Cash G&A and Cash G&A per Boe are useful metrics because they isolate cash costs within overall G&A expense and measure cash costs relative to overall production, which is a widely utilized metric to evaluate operational performance within the energy sector. Cash G&A is defined as general and administrative expenses less unit-based compensation expense. Cash G&A per Boe is defined as Cash G&A divided by total production for a period. Cash G&A should not be considered an alternative to G&A expense presented in accordance with GAAP. Kimbell’s computations of Cash G&A and Cash G&A per Boe may not be comparable to other similarly titled measures of other companies.
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| Kimbell Royalty Partners, LP | ||||||
|---|---|---|---|---|---|---|
| Supplemental Schedules | ||||||
| (Unaudited, in thousands) | ||||||
| Three<br> Months Ended | Three<br> Months Ended | |||||
| --- | --- | --- | --- | --- | --- | --- |
| June<br> 30, 2021 | June<br> 30, 2020 | |||||
| Reconciliation of net cash<br> provided by operating activities to Adjusted EBITDA and cash available for<br> distribution | ||||||
| Net<br> cash provided by operating activities | $ | 28,479 | $ | 14,757 | ||
| Interest<br> expense | 2,102 | 1,666 | ||||
| Provision<br> for income taxes | — | — | ||||
| Impairment<br> of oil and natural gas properties | — | (65,536 | ) | |||
| Amortization<br> of right-of-use assets | (74 | ) | (68 | ) | ||
| Amortization<br> of loan origination costs | (382 | ) | (266 | ) | ||
| Equity<br> income in affiliate | 274 | 4 | ||||
| Forfeiture<br> of restricted units | — | 107 | ||||
| Unit-based<br> compensation | (2,744 | ) | (2,534 | ) | ||
| Loss<br> on derivative instruments, net of settlements | (11,043 | ) | (6,902 | ) | ||
| Changes<br> in operating assets and liabilities: | ||||||
| Oil, natural<br> gas and NGL revenues receivable | (1,050 | ) | (2,491 | ) | ||
| Accounts<br> receivable and other current assets | (8 | ) | (198 | ) | ||
| Accounts<br> payable | 14 | (434 | ) | |||
| Other current<br> liabilities | (1,227 | ) | (1,271 | ) | ||
| Operating<br> lease liabilities | 82 | 68 | ||||
| Consolidated<br> EBITDA | $ | 14,423 | $ | (63,098 | ) | |
| Add: | ||||||
| Impairment<br> of oil and natural gas properties | — | 65,536 | ||||
| Unit-based<br> compensation | 2,744 | 2,534 | ||||
| Loss<br> on commodity derivative instruments, net of settlements | 11,043 | 6,902 | ||||
| Cash<br> distribution from affiliate | 131 | 229 | ||||
| Equity<br> income in affiliate | (274 | ) | (4 | ) | ||
| Consolidated<br> Adjusted EBITDA | $ | 28,067 | $ | 12,099 | ||
| Adjusted<br> EBITDA attributable to noncontrolling interest | (8,167 | ) | (4,688 | ) | ||
| Adjusted<br> EBITDA attributable to Kimbell Royalty Partners, LP | $ | 19,900 | $ | 7,411 | ||
| Adjustments<br> to reconcile Adjusted EBITDA to cash available for distribution | ||||||
| Cash<br> interest expense | 1,249 | 868 | ||||
| Cash<br> distributions on Series A preferred units | 682 | 590 | ||||
| Restricted<br> units repurchased for tax withholding | 156 | — | ||||
| Distributions<br> on Class B units | 21 | 23 | ||||
| Cash<br> available for distribution on common units | $ | 17,792 | $ | 5,930 |
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Kimbell Royalty Partners, LP – News Release
Page 12
Kimbell RoyaltyPartners, LP
SupplementalSchedules
(Unaudited, inthousands, except for per-unit data and unit counts)
| Three Months<br> Ended | |||
|---|---|---|---|
| June<br> 30, 2021 | |||
| Net income | $ | 3,711 | |
| Depreciation<br> and depletion expense | 8,337 | ||
| Interest<br> expense | 2,102 | ||
| Provision<br> for income taxes | — | ||
| Cash<br> distribution from affiliate | 273 | ||
| Consolidated<br> EBITDA | $ | 14,423 | |
| Unit-based<br> compensation | 2,744 | ||
| Loss on derivative<br> instruments, net of settlements | 11,043 | ||
| Cash distribution<br> from affiliate | 131 | ||
| Equity<br> income in affiliate | (274 | ) | |
| Consolidated Adjusted EBITDA | $ | 28,067 | |
| Adjusted<br> EBITDA attributable to noncontrolling interest | (8,167 | ) | |
| Adjusted<br> EBITDA attributable to Kimbell Royalty Partners, LP | $ | 19,900 | |
| Adjustments to reconcile<br> Adjusted EBITDA to cash available for distribution | |||
| Cash interest<br> expense | 1,249 | ||
| Cash distributions<br> on Series A preferred units | 682 | ||
| Restricted<br> units repurchased for tax withholding | 156 | ||
| Distributions<br> on Class B units | 21 | ||
| Cash<br> available for distribution on common units | $ | 17,792 | |
| Common units outstanding<br> on June 30, 2021 | 42,916,472 | ||
| Cash available for distribution<br> per common unit outstanding | $ | 0.41 | |
| Common units outstanding<br> on August 2, 2021 Record Date | 42,916,472 | ||
| Second<br> quarter 2021 distribution declared ^(1)^ | $ | 0.31 |
(1) The difference between the declared distribution and the cash available for distribution is primarily attributable to Kimbell allocating 25% of cash available for distribution to pay outstanding borrowings under its revolving credit facility.
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Kimbell Royalty Partners, LP – News Release
Page 13
KimbellRoyalty Partners, LP
SupplementalSchedules
(Unaudited, inthousands, except for per-unit data and unit counts)
| Three<br> Months Ended<br> June 30, 2020 | |||
|---|---|---|---|
| Net<br> loss | $ | (76,790 | ) |
| Depreciation<br> and depletion expense | 12,026 | ||
| Interest<br> expense | 1,666 | ||
| Consolidated<br> EBITDA | $ | (63,098 | ) |
| Impairment<br> of oil and natural gas properties | 65,536 | ||
| Unit-based<br> compensation | 2,534 | ||
| Loss<br> on derivative instruments, net of settlements | 6,902 | ||
| Cash<br> distribution from affiliate | 229 | ||
| Equity<br> income in affiliate | (4 | ) | |
| Consolidated<br> Adjusted EBITDA | $ | 12,099 | |
| Adjusted<br> EBITDA attributable to noncontrolling interest | (4,688 | ) | |
| Adjusted<br> EBITDA attributable to Kimbell Royalty Partners, LP | $ | 7,411 | |
| Adjustments<br> to reconcile Adjusted EBITDA to cash available for distribution | |||
| Cash<br> interest expense | 868 | ||
| Cash<br> distributions on Series A preferred units | 590 | ||
| Distributions<br> on Class B units | 23 | ||
| Cash<br> available for distribution on common units | $ | 5,930 | |
| Common<br> units outstanding on June 30, 2020 | 36,588,023 | ||
| Cash<br> available for distribution per common unit outstanding | $ | 0.16 | |
| Common<br> units outstanding on August 3, 2020 Record Date | 36,588,023 | ||
| Second quarter 2020 distribution declared ^(1)^ | $ | 0.13 |
(1) The difference between the declared distribution and the cash available for distribution is primarily attributable to Kimbell allocating 25% of cash available for distribution to pay outstanding borrowings under its credit facility. Additionally, Kimbell utilized cash flows received from the Springbok acquisition after March 31, 2020, but prior to the closing date of April 17, 2020 to pay outstanding borrowings under its credit facility. Revenues, production and other financial and operating results from the Springbok acquisition are reflected in Kimbell's condensed consolidated financial statements from April 17, 2020 onward.
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Kimbell Royalty Partners, LP – News Release
Page 14
KimbellRoyalty Partners, LP
SupplementalSchedules
(Unaudited,in thousands)
| Three<br> Months Ended<br> June 30, 2021 | |||
|---|---|---|---|
| Net income | $ | 3,711 | |
| Depreciation<br> and depletion expense | 8,337 | ||
| Interest<br> expense | 2,102 | ||
| Provision<br> for income taxes | — | ||
| Cash<br> distribution from affiliate | 273 | ||
| Consolidated EBITDA | $ | 14,423 | |
| Unit-based<br> compensation | 2,744 | ||
| Loss<br> on derivative instruments, net of settlements | 11,043 | ||
| Cash<br> distribution from affiliate | 131 | ||
| Equity<br> income in affiliate | (274 | ) | |
| Consolidated<br> Adjusted EBITDA | $ | 28,067 | |
| Q3<br> 2020 - Q1 2021 Consolidated Adjusted EBITDA ^(1)^ | 60,962 | ||
| Trailing Twelve Month Consolidated<br> Adjusted EBITDA | $ | 89,029 | |
| Long-term debt (as of 6/30/21) | 162,934 | ||
| Cash and cash equivalents (as<br> of 6/30/21) | (12,961 | ) | |
| Net debt (as of 6/30/21) | $ | 149,973 | |
| Net Debt to Trailing Twelve<br> Month Consolidated Adjusted EBITDA | 1.7x |
(1) Consolidated Adjusted EBITDA for each of the quarters ended September 30, 2020, December 31, 2020 and March 31, 2021 was previously reported in a news release relating to the applicable quarter, and the reconciliation of net loss to consolidated Adjusted EBITDA for each quarter is included in the applicable news release.
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